Investors presentation (November 2012)

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LISTED
STANDARD
DEPOSITARY RECEIPTS
Investor Presentation
November 2012
Key Corporate Developments in 2012
Decision to transfer control
over Holding MRSK


Tariff decisions


Investment programme


Capital market activities

On 12 May 2012, the Russian Government decided to transfer
the functions of Holding MRSK’s sole executive body to Federal Grid Company
On 30 June 2012 the agreement on executive body was approved by the
Board of Directors of Holding MRSK, and on 9 July 2012, it was approved by
the Board of Directors of Federal Grid Company
On 21 May 2012, the Federal Tariff Service approved tariffs for electricity
transmission over backbone grids for 2012 – 2014
According to the decision, starting in 2H 2012, the tariff will be increased by
11% with subsequent 9% tariff increases slated for mid-2013 and 2014
On 11 May 2012, the Ministry of Energy approved a RUB 505 Bn 2012 – 2014
investment program for Federal Grid Company
On 31 October 2012, the extended programme was reviewed and approved
by the Ministry of Energy for 2013-2017 in the amount of RUB 776 Bn
On 27 April 2012, the Board of Directors of Federal Grid Company approved
three long-term debt instruments in order to diversify its debt financing
sources:
 Russian bonds totaling up to RUR 125 bn.
 Stock-exchange authorized ruble bonds totaling up to RUR 100 bn.
 Eurobonds totaling up to RUR 100 bn.
2
Operational Overview
Electricity Transmission Volume
Total Transformer Capacity in Operations
Bn kWh (for respective period)
GVA (end of period)
0
Substations(1)
Transmission Grid Length in Operations
Units (end of period)
‘000 km (end of period)
0
0
Source Company data
Notes:
1. Including leased substations
3
RAB Regulation: Transforming Approach to Financing
Regulatory Asset Base (RAB) Regulation

On 12 May 2012, Russia’s Federal Tariff Service approved tariffs under RAB regulation for 2012 – 2014

Federal Grid Company tariff was increased by 11.0% starting from 1 July 2012, by 9.4% starting from 1 July 2013,
and by 9.4% from 1 July 2014

Return on initial invested capital in 2014 was raised from 9.1% to 10.0% and now equals the return on new invested
capital

RAB base is accounted for once assets are commissioned and put on the company’s balance sheet
RAB Return Calculation
January 2010
• Switched to 3-year RAB regulation
September 2010
• Regulation period prolonged to 5 years
April 2011
• Tariff growth for 2011 has been smoothed out to 5%
May 2012
• FTS approved tariffs for 2012-2014
2010
2011
From 1 July 2012
From 1 July 2013
From 1 July 2014
Return on initial invested capital
3.9%
5.2%
6.5%
7.8%
10.0%
Return on new invested capital
11.0%
11.0%
11.0%
10.0%
10.0%
51.1%
32.9% for Q1,
26.4% for Q2 – Q4
11.0%
9.4%
9.4%
Tariff growth
4
Key Financial Results
Revenue
Adjusted EBITDA
RUB Bn
RUB Bn
-6.0%
-16.9%
Adjusted EBITDA Margin
Adjusted Profit for the Period
Net Debt Position
RUB Bn
RUB Bn
-38.6%
Leverage
Adjusted Profit Margin
Source: Company IFRS financials
Note: Definitions for terms marked in this presentation with capital letters (including certain non--IFRS financial information) are provided at the end of this presentation
5
Revenue Structure Analysis
H1 2011
H1 2012
RUB Bn
RUB Bn
Transmission fee
69.4
65.3
(5.8)
Electricity sales
1.1
0.9
(15.7)
Other revenues
0.8
0.7
(13.0)
Total Revenue
71.2
66.9
(6.0)
Other Operating Income
1.6
1.4
(8.8)
Total Revenue

The Group’s electricity transmission fee decreased by RUB 4.1 Bn
or 5.8%. It was mainly driven by decrease in tariffs for electricity
transmission (by 2.5% as the average) and for compensation
of normative technologic electricity losses (by 25.6% as the average)
set by FTS from 1 April 2011 through 30 June 2012

Other revenues decreased by approximately RUB 0.1 Bn. This
decrease mainly related to reduction of revenue from rendering
services on connection to the UNEG for the period

Other operating income decreased by 8.8% primarily due to lower
income from research and development services rendered by
OJSC “Dalenergosetproject” , the Group’s subsidiary, and reduction
of insurance proceeds (in H1 2011 Federal Grid Company received
one-off insurance compensation of the Chagino accident)
RUB Bn
Source: Company IFRS financials
Note: Definitions for terms marked in this presentation with capital letters (including certain non-IFRS financial information) are provided at the end of this presentation
6
Y-o-Y Change %
Operating Cost Structure (1)
H1 2011
H1 2012
RUB Bn
% of Total
Operating
Costs
RUB Bn
% of Total
Operating
Costs
Y-o-Y
Change %
D&A (2)
16.1
35.2
20.5
38.2
27.0
Personnel Related Expenses
12.9
28.2
13.0
24.3
1.4
Purchased electricity
6.8
14.9
6.4
12.0
(4.7)
Materials, Repairs and Maintenance
2.2
4.8
2.4
4.6
8.2
(0.1)
0
1.9
4.0
n/a
Other operating expenses
7.8
16.9
9.4
17.1
18.8
Total Operating expenses
45.7
100.0
53.6
100.0
17.4
(Reversal)/accrual of allowance for doubtful debtors

Operating expenses for the six months ended 30 June 2012 increased by 17.4%. This increase was mainly due to higher D&A expenses
and an accrual of allowance for doubtful debtors

D&A increased by 27% following the implementation of investment programme and commissioning of new fixed assets into operations

Personnel Related Expenses increased by 1.4%.

Decrease in purchased electricity expenses of 4.7% was due to reduction of actual volumes of electricity losses during transmission owing
to increased UNEG efficiency as well as a result of decreased wholesale electricity prices

An accrual of allowance for doubtful debtors includes mainly allowances for receivables from OJSC “IDGC of Siberia” and OJSC
“Lenenergo” (subsidiaries of MRSK Holding)
Source: Company IFRS financials
Notes:
1. Definitions for terms marked in this presentation with capital letters (including certain non-IFRS financial information) are provided at the end of this presentation
2. Includes amortization of intangible assets of RUB 0.5 Bn in 2011 and RUB 0.3 Bn in H1 2012
7
Earnings Analysis
Adjusted EBITDA Bridge
RUB Bn
Adjusted Profit Bridge
RUB Bn
Source: Company IFRS financials
Note: Definitions for terms marked in this presentation with capital letters (including certain non--IFRS financial information) are provided at the end of this presentation
8
Free Cash Flow
Free Cash Flow in H1 2012
RUB Bn
Source: Company IFRS financials
Note: Definitions for terms marked in this presentation with capital letters (including certain non-IFRS financial information) are provided at the end of this presentation
9
Debt Capital Structure
Net Debt Position
RUB Bn

Total debt amounted to RUB 153.3 Bn as of 30 June 2012

77% of total debt are RUB bonds and the remaining
are primarily bank loans

100% of total debt are unsecured and rouble nominated

Net debt position of RUB 106.8 Bn as of 30 June 2012
implied a relatively low Leverage of 1.4x

Credit Ratings:

S&P: BBB stable (same as Sovereign)

Moody’s: Baa2 stable (one notch below Sovereign)
Net Debt
Total Debt
Leverage
Key Credit Ratios
2010
2011
H1 2012
Total Debt, RUB Bn
57.5
132.8
153.3
Net Debt, RUB Bn
(3.8)
85.2
106.8
Total Debt / Adjusted EBITDA LTM
0.8x
1.6x
2.0x
Net Debt / Adjusted EBITDA LTM
(0.1x)
1.0x
1.4x
Adjusted EBITDA / Gross interest
35.5x
14.2x
6.7x
NM
85%
64%
FFO LTM / Net Debt
Source: Company IFRS financials
Note: Definitions for terms marked in this presentation with capital letters (including certain non-IFRS financial information) are provided at the end of this presentation
10
Events after reporting date (non-IFRS data)
Events after the reporting date
Debt Maturity profile as of 15.11.2012
RUB Bn
 In August 2012 Federal Grid placed 10-year RUB 10 billion
local bond issue with CPI-linked coupon (1)
 In October 2012 Federal Grid successfully placed 3 bond
issues: 4-year RUB 15 Bn, 4.5-year RUB 10 Bn local bond
issues and 2.5 year RUB 10 Bn stock-exchange authorized
bonds. The coupon rates were set at 8.6%, 8.75% and 8.1%
respectively
Key prospective in debt financing
 The Company negotiates the possibility to create
the mechanisms for issuing of infrastructure bonds in Russian
Federation
As of 15.11.2012:
Weighted average cost of ruble-denominated debt financing: 8.4%
100% of the credit portfolio is unsecured debt
Notes:
1. The first two coupons are set at 9% p.a., which provides a fixed level of income for the first year of the bond’s tenor. The floating rate used for subsequent coupons (until the put option) will be
calculated based on the consumer price index plus 2.5%.
11
Investment Program: 2013 – 2017

On 31 October 2012, the Ministry of Energy approved Federal Grid Company’s investment program
for 2013 – 2017

The approved plan entails investments totalling RUB 776 Bn (including VAT) into the commissioning of 66,870
MVA of new transformer capacity and 16,985 kilometres of new transmission lines

In 2012 Federal Grid Company plans to invest RUB 196 Bn (including VAT)
New construction 2013 – 2017
17,034
16,576
14,994
4,397
9,932
3,690
3,358
8,334
3,112
Transmission lines, km
2,428
Transformer capacity, MVA
2013
2014
2015
12
2016
2017
2013 – 2017 Investment Programme
RUB 12.3 Bn (1.6%)
RUB 2.2 Bn (0.3%)
Innovations and
energy efficiency
Acquisition of
production facilities
RUB 23.5 Bn (3.0%)
RUB 4.1 Bn (0.5%)
Other projects
R&D
(planned)
RUB 266.3 Bn (34.3%)
RUB 467.1 Bn (60.3%)
Technical upgrades
and renovation
28,318 MVA
908 km
New construction
22,068 MVA
12,239 km
Total Volume over 2013 – 2017:
Projected investment:
Capacity to be commissioned:
Grids to be commissioned:
13
RUB 775.5 Bn
66,870 MVA
16,985 km
13
Key Investment Projects 2013-2017
Provision of power (1,000MW)
generated by Power Unit No4
of the Kalininskaya NPP
Provision of power (1,170MW)
generated by Power Unit No1
of the Leningradskaya NPP-2
Construction of 220kV
transmission line Pechorskaya
HPP-Ukhta-Mikun’
Construction of power supply
facilities for the ZapolyaryePurpe pipeline
Provision of power (450 MW)
for the Urengoyskaya SDPP
Commissioning period –
2012
Commissioning period –
2013-2014
Commissioning period –
2010-2016
Commissioning period –
2015-2016
Commissioning period –
2012-2013
Construction of power supply
facilities for the Vankor oil field
Commissioning period –
2013 - 2014
Transfer of HVL to cable lines
and the construction of the 220
kV sub-station for the Skolkovo
Innovations Center
Construction of 220kV
transmission line Milkovo-UstKamchatsk
Commissioning period –
2012
Commissioning period –
2012-2020
Provision of power (1,150MW)
generated by Power Unit No1 of
the Novovoronezhskaya NPP-2
Construction of 220kV
transmission line
Neryungrinskaya SDPP-Nizhny
Kuranakh-Tommo-Maya with
220kV substations in Tommot
and Maya
Commissioning period – 2015
Commissioning period –
2013-2014
Construction of 500kV
transmission line Donskaya
NPP-Borino with reconstruction
of Borino substation
Commissioning period –
2011-2015
Construction of power supply
facilities for the Elginskoye
Coal Mine
Construction of infrastructure
to supply power for the 2014
Sochi Winter Olympics
Construction of 500kV
electricity transmission line
from Zeyskaya HPP to RussianChinese border,
Commissioning period –
2013-2014
Commissioning period –
2010-2013
Commissioning period- 2012
Construction of 500kV
transmission line Rostovskaya
NPP-Rostovskaya
Construction of 500kV
transmission line Rostovskaya
NPP-Tikhorezk
Construction of 500kV
transmission line
Boguchanskaya HPP-Ozernaya
Provision of power (1,000MW)
for the start-up system
of the Boguchanskaya HPP
Power supply facilities
for the ESPO pipeline
Commissioning period –
2012-2018
Commissioning period –
2010-2016
Commissioning period –
2010-2014
Commissioning period –
2012-2013
Commissioning period –
2011-2015
Electricity transmission lines (220 kV, 330 kV, 500к kV and 750 kV)
Electricity transmission lines and sub-stations
14
Thank you
Appendix
15
Appendix
Balance Sheet
Consolidated Interim Statement of Financial Position
RUB MM
30 June 2012
31 December 2011
ASSETS
Non-current assets
Property, plant and equipment
Intangible assets
Investments in associates
Available-for-sale investments
Long-term promissory notes
Other non-current assets
Total non-current assets
1,022,111
7,498
1,506
56,420
11,908
993
1,100,436
980,677
6,973
910
69,979
14,928
1,039
1,074,506
Current assets
Cash and cash equivalents
Bank deposits
Short-term promissory notes
Loans given
Accounts receivable and prepayments
Income tax prepayments
Inventories
Total current assets
TOTAL ASSETS
29,953
1,035
15,438
35
32,886
1,384
7,492
88,223
1,188,659
25,627
1,184
20,737
448
32,944
1,911
6,320
89,171
1,163,677
EQUITY AND LIABILITIES
Equity
Share capital: Ordinary shares
Treasury shares
Share premium
Reserves
Accumulated deficit
Equity attributable to the shareholders of JSC “FGC UES”
Non-controlling interest
Total equity
630,193
(5,161)
10,501
313,688
(45,628)
903,593
762
904,355
627,974
(5,522)
10,501
314,323
(49,962)
897,314
793
898,107
Non-current liabilities
Deferred income tax liabilities
Non-current debt
Retirement benefit obligations
Total non-current liabilities
78,928
150,740
4,847
234,515
80,572
130,778
4,686
216,036
55
2,516
46,915
303
49,789
284,304
1,188,659
2,275
2,002
44,974
283
49,534
265,570
1,163,677
Current liabilities
Accounts payable to the shareholders of JSC “FGC UES”
Current debt and current portion of non-current debt
Accounts payable and accrued charges
Income tax payable
Total current liabilities
Total liabilities
TOTAL EQUITY AND LIABILITIES
17
Profit and Loss Statement
Consolidated Interim Statement of Comprehensive Income
RUB MM
Revenues
Other operating income
Operating expenses
Six months ended
30 June 2012
Six months ended
30 June 2011
66,909
71,217
1,447
1,587
(53,584)
(45,657)
Gain on disposal of available-for-sale investments
-
31,115
Loss on re-measurement of assets held for sale
-
(4,718)
Reversal of impairment of property, plant and equipment, net
267
-
Operating profit
15,039
53,544
Finance income
2,237
2,200
Finance costs
(129)
(103)
(12,895)
-
Impairment of available-for-sale investments
Reversal of impairment of investments in associates
Share of result of associates
313
-
(1)
(1)
Profit before income tax
4,564
55,640
Income tax
(650)
(11,712)
Profit for the period
3,914
43,928
(13,559)
(17,261)
-
(31,115)
12,895
-
Other comprehensive income
Change in fair value of available-for-sale investments
Accumulated gain on available-for-sale investments recycled to profit or loss
Impairment of available-for-sale investments recycled to profit or loss
Change in revaluation reserve for property, plant and equipment in associates
Foreign currency translation difference
Income tax recorded directly in other comprehensive income
260
-
24
(11)
133
9,675
Other comprehensive loss for the period, net of income tax
(247)
(38,712)
Total comprehensive income for the period
3,667
5,216
3,945
44,197
(31)
(269)
3,698
5,485
(31)
(269)
0.003
0.036
Profit / (loss) attributable to:
Shareholders of JSC “FGC UES”
Non-controlling interest
Total comprehensive income / (loss) attributable to:
Shareholders of JSC “FGC UES”
Non-controlling interest
Earning per ordinary share for profit attributable to the shareholders of JSC “FGC UES” –
basic and diluted (in Russian Roubles)
18
Cash Flow Statement
Consolidated Interim Statement of Cash Flows
RUB MM
CASH FLOWS FROM OPERATING ACTIVITIES:
Profit before profit tax
Adjustments to reconcile profit before income tax to net cash provided by operations
Depreciation of property, plant and equipment
Loss on disposal of property, plant and equipment
Amortisation of intangible assets
Reversal of impairment of property, plant and equipment, net
Impairment of available-for-sale investments
Reversal of impairment of investments in associates
Gain on disposal of available-for-sale investments
Loss on re-measurement of assets held for sale
Share of result of associates
Accrual / (reversal) of allowance for doubtful debtors
Share-based compensation
Finance income
Finance costs
Other non-cash operating expense
Operating cash flows before working capital changes and income tax paid
Working capital changes:
Increase in accounts receivable and prepayments
Increase in inventories
Decrease / (increase) in other non-current assets
Increase in accounts payable and accrued charges
Increase in retirement benefit obligations
Income tax paid
Net cash generated by operating activities
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property, plant and equipment
Proceeds from disposal of property, plant and equipment
Purchase of intangible assets
Purchase of promissory notes
Investment in bank deposits
Redemption of promissory notes
Redemption of bank deposits
Interest received
Net cash used in investing activities
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from non-current borrowings
Repayment of current borrowings
Repayment of lease
Interest paid
Net cash generated by / (used in) financing activities
Net increase in cash and cash equivalents
Cash and cash equivalents at the beginning of the period
Cash and cash equivalents at the end of the period
19
Six months ended
30 June 2012
Six months ended
30 June 2011
4,564
55,640
20,186
279
278
(267)
12,895
(313)
1
1,933
361
(2,237)
129
7
37,816
15,652
392
461
(31,115)
4,718
1
(124)
880
(2,200)
103
44,408
(2,145)
(1,177)
46
4,364
162
(1,613)
37,453
(1,922)
(1,406)
(111)
2,939
451
(8,084)
36,275
(58,882)
341
(803)
(35,000)
(1,897)
45,027
2,046
1,169
(47,999)
(69,614)
458
(425)
(9,000)
(2,246)
46,623
1,983
942
(31,279)
20,000
(59)
(75)
(4,994)
14,872
4,326
25,627
29,953
(2,102)
(2,102)
2,894
13,573
16,467
Glossary
General

The Unified National Electric Grid
– UNEG

OJSC “Federal Grid Company of Unified Energy System”
– Federal Grid Company

OJSC “FGC UES” and its subsidiaries
– the Group

OJSC “Interregional Distribution Grid Companies Holding
– Holding MRSK

Russian Federal Tariff Service
– FTS
Financial Metrics

Adjusted EBITDA – profit for the period before income tax expense, finance income and costs, depreciation and amortization adjusted to exclude
such items as: a gain on disposal of available-for-sale investments and investments in associates, an impairment (reversal of impairment)
of available-for-sale investments and investments in associates, a loss on re-measurement of assets held for sale, a revaluation loss on
property, plant and equipment, movements in non-specific impairment of property, plant and equipment, a loss on dilution of share in associates,
and to include finance income

Adjusted EBITDA Margin – ratio of Adjusted EBITDA to revenue

Adjusted Profit for the period – profit for the period adjusted for such items as: a gain on disposal of available-for-sale investments and
investments in associates, an impairment (reversal of impairment) of available-for-sale investments and investments in associates, a loss on
re-measurement of assets held for sale, a revaluation loss on property, plant and equipment, movements in non-specific impairment of property,
plant and equipment, a loss on dilution of share in associates, and related deferred income tax effects

Total Debt – current and non-current debt (includes bonds, bank and non-bank loans and finance lease liabilities)

Net Debt –Total Debt less cash and equivalents, short-term promissory notes and bank deposits

Capex – cash spent during the reporting period for purchase of property, plant and equipment and intangible assets

Leverage – ratio of Net Debt as at the end of the reporting period to Adjusted EBITDA for the last twelve months before the end of that period

Personnel Related Expenses – employee benefit expenses and payroll taxes

Materials, Repairs and Maintenance costs – sum of expenses for repairs and maintenance of equipment (by contractors) and materials for repair

Debtor Accruals/(Reversals) and Losses on PP&E – sum of accrual / (reversal) of allowance for doubtful debtors and loss / (gain) on disposal
of property, plant and equipment

D&A –depreciation of property, plant and equipment and amortization of intangible assets

FFO – Adjusted Profit for the period plus D&A

Gross interest – total interest expense before capitalization on borrowings related to qualifying assets
20
Contacts for Institutional Investors and Analysts

Head of Investor Relations:
Alexander Duzhinov
Tel.: +7 495 710 9064
Mob: +7 916 041 8053
Fax: +7 495 710 9641
E-mail: ir@fsk-ees.ru
21
Disclaimer
The materials comprising this Presentation have been prepared by the Company solely for use by the Company’s
management at investor meetings with a limited number of institutional investors who have agreed to attend such
meetings and to be subject to obligations to maintain Company to confirm confidentiality of presentation.
This Presentation does not constitute or form part of and should not be construed as, an offer to sell or issue
or the solicitation of an offer to buy or acquire securities of the Company or any of its subsidiaries in any jurisdiction or an
inducement to enter into investment activity. No part of this Presentation, nor the fact of its distribution, should form the
basis of, or be relied on in connection with, any contract or commitment or investment decision whatsoever.
This Presentation does not constitute a recommendation regarding the securities of the Company.
This Presentation is not directed at, or intended for distribution to or use by, any person or entity that is a citizen
or resident or located in any locality, state, country or other jurisdiction where such distribution, publication, availability
or use would be contrary to law or regulation or which would require any registration or licensing within such jurisdiction.
The forward-looking statements in this Presentation are based upon various assumptions, many of which are based,
in turn, upon further assumptions, including without limitation, management’s examination of historical operating trends,
data contained in the Company’s records and other data available from third parties. These assumptions are inherently
subject to significant uncertainties and contingencies which are difficult or impossible to predict and are beyond its control
and it may not achieve or accomplish these expectations, beliefs or projections. In addition, important factors that,
in the view of the Company, could cause actual results to differ materially from those discussed in the forward-looking
statements include the achievement of the anticipated levels of profitability, growth, cost and its recent acquisitions, the
timely development of new projects, the impact of competitive pricing, the ability to obtain necessary regulatory approvals,
and the impact of general business and global economic conditions. Past performance should not be taken as an
indication or guarantee of future results, and no representation or warranty, express or implied, is made regarding future
performance.
22
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